Southern States Bancshares, the holding company for Southern States Bank, has agreed to acquire CBB Bancorp, the holding company for Century Bank of Georgia, for up to $27m.
Under the terms of the deal, CBB Bancorp shareholders can elect to receive either 1.550 shares of Southern States common stock or $45.63 in cash for each CBB Bancorp common share held.
The exchange ratio is fixed, which makes the transaction value change according to the changes in the Southern States’ stock price.
Based on Southern States’ stock price of $24.24 as of 27 February 2024, the implied value per share is $38.38 and the average transaction value is $27m.
CBB Bancorp will merge with and into Southern States, and Century Bank with and into Southern States Bank, with Southern States and Southern States Bank as surviving entities.
The acquisition is expected to be completed in the third quarter of 2024, subject to regulatory approval.
Southern States president and CEO Mark Chambers said: “This compelling merger with Century Bank will bolster our presence in Georgia and align perfectly with our strategic plan of pursuing disciplined M&A in high-growth markets.
“We believe Century Bank’s solid core deposit base and strong liquidity position will further strengthen the combined bank’s balance sheet and enhanced franchise value.
“Century Bank is a like-minded, community-oriented franchise with a team of well-respected bankers, and we firmly believe that a partnership of our two companies will create value for our combined customers, employees, and stakeholders.”
Upon completion of the transaction, Southern States Bank will have around $2.8bn in assets, $2.3bn in deposits and $2bn in loans.
In addition, the bank will also have 15 full-service branches and two loan production offices in Alabama and Georgia.
With an increased presence in the Atlanta metro market, Southern States Bank is anticipated to have 48% of its deposits located in Georgia.
Keefe, Bruyette & Woods served as financial advisor, and Jones Walker served as legal counsel to Southern States, on the transaction.
Performance Trust Capital Partners served as financial advisor to Century Bank and rendered a fairness opinion to its board of directors.
Also, Troutman Pepper Hamilton Sanders served as legal counsel to Century Bank.
Century Bank of Georgia CEO Richard Drews Jr. said: “We are proud to be joining Southern States’ team and culture of prudent growth and exceptional customer service.
“This partnership will allow the combined company to more effectively capitalise on the economic momentum we see in the local communities of Georgia that we serve.”
